Sunoco 2013 Annual Report Download - page 159

1
CREDIT AGREEMENT
This CREDIT AGREEMENT ("Agreement") is entered into as of November 19, 2013,
among SUNOCO LOGISTICS PARTNERS OPERATIONS L.P., a Delaware limited partnership
(the "Borrower"), SUNOCO LOGISTICS PARTNERS L.P., a Delaware limited partnership (the
"MLP"), CITIBANK, N.A., as Administrative Agent, CITIBANK, N.A., as a LC Issuer and as
Swingline Lender, BARCLAYS BANK PLC, PNC BANK, NATIONAL ASSOCIATION, THE
BANK OF TOKYO-MITSUBISHI UFJ, LTD., TD BANK, N.A., WELLS FARGO BANK,
NATIONAL ASSOCIATION, each as a LC Issuer, and each lender from time to time party hereto
(collectively, the "Lenders" and individually, a "Lender").
In consideration of the mutual covenants and agreements contained herein and in
consideration of the loans which may hereafter be made by Lenders to, and the Letters of Credit
that may hereafter be issued by the LC Issuers for the account of, the Borrower, and for other good
and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the
parties hereto do hereby agree as follows:
ARTICLE I
DEFINITIONS AND ACCOUNTING TERMS
1.01 Defined Terms. As used in this Agreement, the following terms shall have the
meanings set forth below:
"Administrative Agent" means Citibank, N.A., in its capacity as administrative agent for
the Lenders hereunder.
"Administrative Agent’s Office" means the Administrative Agent’s address as set forth on
Schedule 10.02, or such other address as the Administrative Agent may from time to time notify to
the Borrower and the Lenders.
"Administrative Questionnaire" means an Administrative Questionnaire in a form supplied
by the Administrative Agent.
"Affiliate" means, with respect to a specified Person, another Person that directly, or
indirectly through one or more intermediaries, Controls or is Controlled by or is under common
Control with the Person specified.
"Aggregate Commitments" means the Commitments of all the Lenders. The initial amount
of the Aggregate Commitments is $1,500,000,000, subject to optional reductions pursuant to Section
2.16 and subject to increases as provided in Section 2.17.
"Agreement" means this Credit Agreement, as amended or supplemented from time to time
in accordance with the terms hereof.
"Applicable Percentage" means with respect to any Lender at any time, the percentage
(carried out to the ninth decimal place) of the Aggregate Commitments represented by such Lender’s